Smokers with panic-related vulnerabilities represent a common, albeit understudied, segment of the smoking population who are at heightened risk for continued nicotine dependence and its associated morbidity and mortality (Lasser et al., 2000). Although researchers have attempted to understand the utility of integrating cognitive-behavioral treatment of depression into standard cessation protocols (e.g., Brown et al., 2001; Hall, Munoz, & Reus, 1994), little research has directly targeted panic vulnerability factors in smoking cessation. The present proposal aims to fill this gap in the existing literature by developing a novel, cognitive-behavioral approach to smoking cessation treatment for smokers with elevated levels of anxiety sensitivity, a well-established cognitive risk factor for panic attacks and panic disorder, that utilizes cognitive restructuring and interoceptive exposure strategies with a focus on reducing the fear of anxiety and related anxiety processes in order to facilitate successful cessation. This project meets the objectives of Stage I of the NIDA Behavioral Therapies Development Program (PA-03-066). In the first phase of the project, we will complete the development of a specialized protocol for the treatment of nicotine dependence for smokers with elevated levels of anxiety sensitivity. This Anxiety Sensitivity Program for Smoking (ASPS-ST) will integrate interoceptive exposure, cognitive restructuring, and psychoeducation exercises developed for panic prevention and treatment programs with standard smoking cessation strategies and nicotine replacement therapy. We also will develop clinician and participant manuals, and 20 smokers with elevated levels of anxiety sensitivity (in groups of 5 each) will complete the protocol, which will be modified and refined based upon feedback from participants and clinicians. In the second phase, 60 smokers with elevated levels of anxiety sensitivity will be recruited and randomly assigned to either: (1) standard smoking cessation treatment and nicotine replacement therapy (ST) or (2) ASPS-ST, which integrates ST and interoceptive exposure, cognitive restructuring, and psychoeducation exercises aimed at reducing anxiety-related symptoms. Based on the outcome of this preliminary trial, the ASPS-ST protocol will be further refined for larger-scale clinical trial evaluation. We expect that as a result of this project, we will have developed a well-specified and novel cognitive-behavioral treatment for a high-risk group of smokers (high anxiety sensitive smokers), the efficacy of which can be tested in future larger-scale randomized clinical trials.